Three's A Crowd
by Artika
Summary: Severus finds the courage to make a move on Lily, but someone has seen and will be telling Potter. AU because canon can be less fun, rated for adult themes & language.
1. Severus

Disclaimer: I own nothing - JK Rowling does.

This was the first Saturday of the school year and Lily was looking forward to the first Hogsmeade visit. Other students visited the small town over the summer, but she never did and so the first time back was always exciting. New things to look at, to buy. She checked her watch for the second time in as many minutes and fought the urge to tap her foot. Severus was late.

By the time he arrived, Lily had brought out a book and sat on the stone steps, letting the sun warm her skin. Severus stopped just behind her, straightened his robes and couldn't help but admire the way the sun hit her hair, turning it all sorts of reds and oranges, like leaves in autumn or a roaring fire.

Lily turned as he sat beside her. "You're late," she said, placing her bookmark between the pages.

His face fell but he didn't say anything. He felt somehow stricken when he disappointed her.

"Oh well, you're here, let's do this so I can get to Hogsmeade." She pulled her book bag onto her lap and began going through it.

He sneered slightly at the last word, but let it slide from his face as he watched her. Severus had always been fascinated with Lily Evans, that was a given. From the moment he had seen her bright hair and eyes, the pale curve of her chin, he was unable to look away. At some point during fourth year, suspiciously close to the time his voice began to crack and his pants got too short and too tight, his fascination with Lily had taken a turn. He found he no longer saw her as just his friend, but as his...well, he wasn't really sure what it was--mate? Potential girlfriend sounded so insignificant. Severus felt he had found his soulmate (if such a thing existed, he reminded himself without pause). No other girl - or woman - would ever hold a candle to his best friend.

And so, with these thoughts heavy in his mind, he made the decision all at once.

Lily was still rummaging, her hair falling from behind her ear and she was biting her lip as she looked through her papers.

Severus was quietly surprised when his voice came out smooth and even. "Lily, I have something to show you. Will you walk with me a bit?"

She looked up sharply and checked her watch overtly. "I don't know, Severus. I don't want to miss---"

"If you indeed miss the chaperones' walk to Hogsmeade, I will walk you myself."

She looked surprised, but pleased and stood quickly. After a moment's hesitation, she reached out her hand to help him up. Their eyes met as he took her hand.

"Thanks," he said, cheeks reddening without his permission. He turned his head sharply, letting his hair swing to cover his face. Just before he closed his eyes, he thought he saw the bushes move, but couldn't think of what it might have been. Too small to be human.

They walked to the lake and then found a spot both secluded and shaded. His courage had ebbed with every step they took, despite the easy banter about classes and silly things as they walked side by side.

"So, Sev, what do you have to show me?" Lily said, turning and sitting cross-legged facing Severus. She couldn't help but smile at him. As awful as others thought he was, he was brilliant at potions and he was a good listener. She waited patiently for his answer, admiring the slenderness of his wrists poking out of his robes. Pale as moonlight and thinner even than her own, they ended in the world's best hands. Despite his physical awkwardness, which had shown up in the last year or so, his hands were nimble as ever. I could watch his hands for hours, Lily thought, her smile widening a bit. She realized she was very glad they shared potions class. His hands were at their best then---chopping, stirring, writing and such.

She glanced up to find him looking at her, her smile fading just a bit.

"Lily..." Severus whispered, all his breath leaving his body with her name. He placed his hand beneath her chin and could not stop his hands from trembling as he leaned in. He made sure to move in slowly, but surely, and when his lips met hers, his eyes slid shut and his hand moved from her chin to her knee. He was very aware of boundaries and he wanted Lily to know he respected her.

So Severus was greatly surprised when Lily slid her hand up his arm to his face, before slowly kissing him over and over until he was suddenly aware their tongues were touching. He felt the sound before he heard it. Severus pulled away from her, Lily's mouth still open, pale pink lips moist. She looked confused.

"Severus?" Lily whispered, grabbing his arms when he made as if to stand up. She pulled him back down to sitting and for a moment, she considered kissing him again. Instead, she said, "Did I do something wrong?"

His lips became thin as he visibly kept in his words. Finally, he said, "No, but I am sorry if I was too forward."

She nearly laughed in his face. "Forward? I was the one who..." Her grip lessened a bit as she realized he wasn't going to run off. "Let's just say, I thought it was mutual...you know, I mean, I thought..."

Her inability to form a complete thought would normally get under his skin in a way only dear friends could (or so he imagined, as he had no other close friends). At this moment, it was near maddening. And endearing. Better to just shut her up.

He leaned forward and their lips smashed together a little harder than they should have. They both pulled back a bit, eyes wide.

"Ow," she whispered, but smiled to lighten the words.

"Sorry," Severus said, his face red again.

Lily smiled and touched his cheek, his face very warm against her palm. "Just a bit more gentle, okay?" And she moved slowly to slide her lips across his once, twice, three times. His lips were so soft. She pressed her lips lightly to his before darting her tongue out. His lips felt somehow softer against her tongue than her own lips did. She wondered how that was possible for a moment before letting the thought slip from her brain and she didn't think at all as her hands slid into his hair and she slid into his lap. He slid his thin arms around her and clasped them behind her.

He couldn't help himself. She was letting him go further than he expected, considering they had only kissed each other's cheeks before this day, but his body and his heart was shouting far louder than his brain and if she didn't soon stop, he would not know how to.

In the back of his mind, he tried not to think about the fact that she was so good at kissing...so experienced with snogging in general. Severus was aware of Lily's popularity with other boys: Ravenclaw and Gryffindor alike - and probably even a Hufflepuff in a dark room at some point...but he hoped he was different. He felt desperation welling inside and he fought it even as he held to her, his focus on the kiss waning slightly even as she responded with more passion.

"Sev, maybe...maybe we should talk," Lily said softly when they broke apart. When she dared a look at him, he was looking at her intently, his dark eyes faceted to her. And he looked hungry. Then he closed his eyes and when they opened a moment later, the familiar look was back. The slightly bashful, moderately arrogant Severus returned her look with a very small smile.

"Weren't you going to Hogsmeade?"

She narrowed her eyes at him. "Weren't you going to show me something?"

He looked uncomfortable for a moment, but said, with some confidence, "I think I just did." His eyes held hers for a long moment and she searched there for honesty, for the truth. She didn't see it there, but he must have seen whatever he was looking for, because he wrapped his arms around her and pressed his face into her neck, hugging her tightly.

He felt so thin against her, but she wrapped her arms around his neck and squeezed him in response.

It was more than a friendly hug, that much was obvious from the outside, but exactly what it _was _was unclear to Peter. He had been practicing transfiguring into a rat, as his friends had all been much further along than he the last time they had met up. Peter did not want to be left behind. Here was the answer to his problem. Prongs would find this bit of gossip quite intriguing. If he could return to the castle quickly, he might be able to bring James back before the two quit snogging.

With a small noise not heard by the pair, who were no longer simply hugging, Peter disappeared through the bushes toward the castle.

A/N: Yes, it may seem as though I write a similar scene over and over, but I am looking for something--what, I don't know. I am looking for the perfect story. The one I read and I go, Okay, that's it. I feel complete. Weird, yes, but if my writing bothers, I apologize---when I get it right, it'll be worth it...right?


	2. James

Disclaimer: I own nothing and make nothing from this.

Lily was confused. She found herself walking her prefect's route automatically - her eyes not focusing, her mind moving at a mile a minute.

Severus had kissed her. Or had she kissed him? She wasn't really sure. So how did she feel about him?

She supposed that was the golden question. Problem was, she really wasn't sure how she felt about him. He was her best friend. She had known him for years and they had been very very close when they were younger. He obviously felt something for her...

Oh Merlin, what was Severus thinking? Did she think she was a hussy? Or that the friendship was ruined? Lily couldn't seem to think straight.

"Okay, just think," she said aloud to herself. She stopped in her tracks then. She needed to get a grip - talking to yourself was always a bad sign.

She saw a light around the corner ahead and walked toward it - colliding with the person rounding the corner. She was about to fall when the person grabbed her and held her up.

She met the hazel eyes with wide, surprised eyes. Potter's grip was gentle, but sure...yet he was giving her a slightly nasty look.

"Evans. Watch where you're going." He didn't let go of her though - if anything, she thought he might have tightened the hold.

"It's my night to patrol - you should be in bed, Potter." She put her hands on his chest and suddenly felt her face redden. His chest felt quite nice beneath his shirt.

"Whatever. I was looking for Sirius and -"

"I don't care. Just get back to the common room so I don't have to report you." At this, he released her and the look in his eyes became more of a mischievious twinkle. She suddenly wondered if she should just turn and run the other way.

"You wouldn't turn me in, Evans. We both know that."

"Don't think because we're in the same house I won't let a professor take points from you, Potter," she said, feeling the anger rising.

"No, that's not why," he said, his voice low. He kept stepping closer and closer, until her back hit the cold stone wall and he pinned her there with his arms. She was breathing hard and trying to determine the best escape route when his words stopped her thoughts. "You try to come off like a goody-two-shoes, but really, you're hiding dark secrets. Doing things you shouldn't."

His face was very close and though his words ignited her anger further, his proximity made her feel strange. She was scared to breathe, let alone move, but she met his eyes. "Get away from me, Potter." She tried for a mean look. "You know what they say about redheads."

He nearly smiled. "The carpet matches the drapes?"

She smacked his arm then, awkwardly, but it got the point and he chuckled, his smile making him more handsome. Damn.

"We are firey and you don't want to cross us."

He chuckled again. "Sure, sure. I am so afraid of Lily Evans."

She smiled...realising too late that she had let him see it. He darted his face in and pressed his lips to hers. It was chaste and sweet for the shortest moment and then his tongue swept in, moving fast and sloppily, spit spreading from her lips and his. His hands stayed on the wall, but he brought his body close to hers and she was soon breathless.

"You're making me claustrophobic, Potter."

"I just kissed you and that's all you have to say? I would say you have been spending far too much time with Snivellus."

She opened her mouth to defend her friend, but he stopped her with a kiss.

"You know you want to be my girl, Lily."

She eyed him suspiciously. "Lily? Since when do we use first names?"

"Well, my tongue _was _in your mouth. Shouldn't that earn me the right to call you Lily?"

"Ha! So? I'll never be your girl Potter." She said it so calmly, but her insides were churning. The kiss had been slobbery, but sweet and different and not all bad. She couldn't tell James - erm, Potter - that.

He made a weird noise - like a growl. "Fighting it doesn't make it go away, Lily."

"Evans, to you, I think. And I am not fighting anything."

"Really?" he put his large hand on her neck. "Your pulse is racing. Your face is slightly flushed. Your, um, chest..." They both glanced down.

"It's cold, that's all."

"And the pulse?" he asked, moving his hand to her stomach.

"Come off it, Potter. I need to get moving before someone comes looking for me." She put her hands on his shoulders to push him away.

Instead, he leaned in to kiss her again and this time, she let him. She didn't know why, but she slid her hands round his neck and let his tongue move between her lips. The voice saying, "this is wrong," was getting more and more quiet as the minutes ticked by.

Finally, he pulled away from her completely, leaving her against the cold stones, alone. "See, Lily, you can't resist me."

"Just go away, Potter."

"Are we -"

"Just go away!"

He smiled, tried to move in for a kiss, but she put both hands in front of her. He looked sad, but turned and sauntered down the corridor.

---

Immediately upon finishing her rounds that evening, Lily had returned to the common room and dashed to her bed. Only a few were still sitting by the fire at midnight when she dashed through, but she got a funny look from Remus and Sirius, who were deep in conversation. They both looked up at the same time.

She lay in bed after that, wondering what was wrong with her. What made her act this way? She was just trying to get through school. Why did there have to be members of the opposite sex? Damn. She tossed and turned for two hours before deciding to get up.

The common room at first looked empty, but she saw a hand on the chair near the fire. She approached cautiously and was surprised to see Remus, eyes closed, seemingly asleep.

She shook his shoulder lightly. "Remus, wake up."

His eyes opened and she saw deep into the depths of his grey eyes. "What time is it?"

"Late," she said and she sat on the chair beside his.

"I guess I ought to go to bed."

"Mmm." She didn't know how to ask him about his earlier look.

"Can I ask you something?"

"Sure."

"Do you like James?" He put out his hands, palms up. "You don't have to answer, but I won't tell him what you say."

She tilted her head to look at him. "I don't know honestly. It's all happening so fast. Something else sort of...happened...with someone else earlier today or yesterday or whatever and then James kisses me, too!" She felt her face redden.

"Yes, I have heard about Snape. Why do you think James went looking for you? He believes he can charm you away from the dark wizard before you get to serious with Snape."

Lily's mouth dropped. She closed it and narrowed her eyes. "You don't say."

Remus rubbed his eyes. "You didn't hear it from me, okay? I just think you should make your own choice. But," he said, stressing each word, "you _must _make a choice. Soon." He scratched his head. "James has all the patience of a Gryffindor, so he will demand an answer soon."

She just nodded, staring at the fire.

"Just don't say I didn't warn you." He stood and looked at her. "James is stubborn. He doesn't give up easily. As wonderful a quality that is in a friend, it won't be easy for the one he's in love with."

Startled, Lily glanced up at him.

"Goodnight, Lily," Remus said, smiling briefly before dashing up the stairs to his dormitory.


	3. JamesSeverus

Disclaimer: All belongs to JK Rowling. I own nothing. Literally.

Lily rubbed her eyes and sat in the seat Remus had just left. The first felt nice in the chill of early morning, but she was both tired and awake, her thoughts speeding through her mind so fast she wasn't sure if she would ever be able to figure out what to do. Unfortunately, she did not have time to sort her thoughts.

She looked up sharply when someone cleared their throat from the doorway to the boy's dormitories. She was not surprised to see James. He was wearing a red robe, pyjamas and slippers, which made him look surprisingly young, especially with his messy hair and impish grin.

"Hey, I need to talk to you," he said as he walked toward her, taking the seat beside her own.

She sighed heavily. "Please, I'm not really in the mood, Potter."

He ignored her words. "You and I should go to Hogsmeade next Saturday."

She let her eyes dart over to him before sliding back to the fire. "I don't think so."

"Why do you fight this, Lily? It must be so tiring." He smirked as she met his gaze. "You know I'm not about to stop."

Lily had to look away. He was holding her gaze too steadily, too surely. His intense certainty was intriguing, but it also made her feel strange...naked, exposed. She wasn't really sure that was a good thing. She knew one thing for certain: she did not want to give James Potter the upper hand.

"Come on, you got what you wanted. Time to move on, Potter!" her voice rose, but she quickly quieted herself when he motioned toward the dormitories. "Besides, Remus told me why you did...that." She couldn't say it. If she said "kiss" she thought she might look at his lips and then think about kissing him and then...she might do it. And she wasn't really sure that was what she wanted.

After all, what kind of person kisses a girl just to keep her from someone else? She could understand if she was friends with Potter, but really, they were far from friends. If anything, they were merely acquaintances due to the fact that they shared the same house. Lily could think of nothing she had done to catch his attention and for a moment, she was far away trying to think of when Potter had started bothering her. She felt his hand on her arm and she met his eyes without thinking.

"Yes, I like you, Lily," he said, his gaze confident, even though his hand was trembling against her bare arm.

She tried to breathe slowly as her face reddened and became warm. She looked at the fire, letting her hair drop into her face a bit. Wouldn't do to let him see how much he unnerved her.

He sighed and she heard him moving.

He pushed her hair behind her ear, a look on his face she had never seen before. She couldn't look away from him, but she felt like she should. He was smiling - genuinely, sweetly - and his eyes were crinkled and soft.

Lily realised he looked happy. And he wasn't with his friends or playing Quidditch.

She looked away immediately. He put his hand on her knee and she flicked it off, jumping up abruptly. She did not turn around until she reached the doorway to the girls' dormitory. Potter was standing by the chair, a look of shock on his face. "Sweet dreams, Potter." She smiled widely, turned and ran up the stairs.

----

Lily expected to see Severus in class the next day, but he didn't show. He wasn't in the Great Hall at breakfast or lunch either. He arrived late to dinner and when Lily saw him leaving a few minutes later, she got up and luckily, everyone was still eating, so no one said anything when she casually walked toward the exit.

She hadn't expected to find Severus. Lily assumed he would be long gone by now, but walking around was her only idea. She wasn't ready to brave the dungeons just yet, but she wanted to find him.

He stepped from behind a suit of armor as Lily walked down a corridor on the third floor. He looked almost pleased to see her. They must have truly been alone in the corridor then.

"Hello." He stepped forward and sort of smiled. His arm came up and hesitated before grabbing her hand. He pulled her to him and she slid her arms around him to hug him as hard as she could. He didn't make a sound, but he hesitated again before finally putting his arms around her gently.

Lily figured he must have heard about Potter. Severus seemed so reluctant.

"I'm sorry about Potter. He's such a git."

He gave her an odd look. "What? How did you know?"

"What?"

"Did he tell you?" He stepped back. "Did he tell you it was four on one? They used my own spell against me."

Lily knew they weren't talking about the same thing then. "No, no, I was talking about something else, but when did he attack you?"

Severus relaxed a bit, but answered in a tense voice, "Yesterday...shortly after you left the tree." Enough said.

"Oh." She stepped forward toward him, hugging him again. His hands went around her immediately, but it still seemed like he was uncomfortable.

"What was it you were talking about?"

She knew he wasn't going to like hearing it, but maybe the truth was the best way. "Potter kissed me."

He moved away again, a sneer on his face again. "What does that mean? You know how he is, what he does...him and those idiot friends of his."

She couldn't help but frown. "I don't think it means anything."

The sneer left his face, but nothing replaced it. He looked bored. "Do you feel that way about what happened yesterday?"

"No." Uh oh, she'd said that too quickly. She chanced to meet his eyes and was held by his gaze. "I don't know how I feel."

He closed his eyes and nodded slightly. "That's fair."

"Is it?" She couldn't help herself.

"I will assume that to be a rhetorical question." His eyes opened and he moved toward her. She threw her arms around his neck to hug him and his lips bumped her ear instead of her lips. He tried to play it off and Lily held in her giggles. He was so awkward - it made her feel less so and that seemed comforting somehow.

So after holding to him tightly for a bit, Lily gathered her courage as any Gryffidor would, pulled her face back and found she was at a loss for words. She knew she should say something, but what? "You know this is temporary Severus" sounds cold or "What if I don't like it? Can we go back to being friends?" would only elicit...well...Lily didn't want to know how Severus might react. He had a temper. He hadn't taken it out on her in many years thankfully, but who knows...

So she just kissed him, letting her mind drift. She wasn't sure it was the right choice, but at this moment, at this place, it felt right. Severus didn't relax for quite some time, but Lily felt a rush when he did. There was something satisfying about his arms relaxing around her waist, his fingers splaying widely under her shirt, going over and over the skin on her lower back, just above her uniform.

Severus walked Lily back to her common room when she realised she would have to patrol in twenty minutes. They walked in pleasant silence, but when they were within sight of the portrait hole, she clammed a bit.

"Erm, thanks Sev," she said and kissed him quickly before turning and running for the portrait. She was inside before Severus could catch up to her. He didn't really want to be seen running after her though.


	4. JamesSevJames

Disclaimer: All publicly recognizable characters, settings, etc. are the property of their respective owners. The original characters and plot are the property of the author. The author is in no way associated with the owners, creators, or producers of any media franchise. No copyright infringement is intended.

Patrol was uneventful until shortly before midnight. Lily's head was in the clouds however and she failed to notice she was being followed. She could swear she still felt Severus' lips pressed to hers - the taste of his mouth began as mint, but they had snogged for so long - Lily's face reddened at the thought - by the end, his mouth, his impatient (yet thrilling) desire to feel her with his lips, tongue and hands, had obliterated her senses and the only thing she could now recall was the feeling of his thin fingers restraining themselves as they slid under her shirt, under her camisole. The tingle had shot right from her stomach to between her legs and with a dawning embarassment, Lily realized why men and women dated.

"Damn," she whispered to herself as she walked toward the common room. Her right shoe kept coming off the back of her foot. Every time she glanced back, she saw nothing, but she could have sworn - maybe - that she actually felt something - like a shoe - stepping on her heel. But rounds were nearly over and Lily was focusing more on whether she would sleep tonight. Her thoughts of kissing Severus brought a warm, pleasant sensation to her chest - she couldn't help but smile every time he crossed her mind.

"Bloody hell," she swore, louder this time as her shoe came off again. This time, she spun around, her arms flung outward and she hit something. She was surprised, but her curiousity got the better of her. She wrapped her arms around the person. "Okay, come out dammit!"

She felt the person squirming, but she heard Potter's unmistakable voice. "Evans, please! Quiet down! I need to follow you into the common room."

She kept her arms around him and hoped her face wasn't pressed anywhere odd. "I don't think so, Potter. You are out after hours."

"Yes, but no one saw me!"

"So what? I--" She stood back and poked at the invisible object in front of her. "Come out of there already!"

Suddenly Potter was before her - quite close infact, no wonder he had given her a flat tire - and he was folding a shimmering cloak in his hands.

"Is that--"

"Yes, but you did not see this. I don't need it anymore anyway," he said, pushing up his glasses once his hands were free. It was somewhat dark in the corridor and all Lily could see was wand light reflecting in his lenses. "I will just go in with you." He reached for her hand suddenly and began to pull her in the direction of the common room. "No one will question the two of us...out alone...together."

She yanked her hand away from his, but knew he was right. "And I suppose I am not going to ask where you were?"

He smiled at her deviously. "I wasn't with a girl, if that's what you were wondering."

She scowled in his direction as they walked. "I wasn't, but I am glad to know you aren't inflicting yourself on any of my fellow females."

He stopped suddenly, forcing her to bump into him. His smile widened as she frowned at him, but he wrapped one hand around her waist and his other hand went to her face.

She was momentarily stunned by the tenderness of his gesture, so when he brought his lips to hers, she did not immediately push him away. The soft, sweet way his fingers slid over her cheek before tracing her bottom lip, even as he kissed her, was overwhelming and she responded by not pushing him away. Their tongues touched briefly, but the feelings it awoke in Lily made her open her eyes and pull her face away. She put both hands on his chest and pushed, but he didn't move. His hold on her was too tight, too close - she couldn't get away from him no matter where she went.

"Potter! I need to go!"

Maybe it was the urgency in her voice or how close she had yelled to his ear, but he released her suddenly. She expected him to be angry, but instead, his face confused her.

He was frowning.

"Lily, I don't understand."

She met his eyes, feeling every bit the "firey redhead." "Potter, there is nothing for you to understand. I can't be more clear without being quite rude, so I will say good night. I know you won't try that again."

He smirked. "Then you don't know me, Lily." And he turned suddenly, leaving her staring after him, stunned by his gumption.

She had trouble falling asleep once again that night. Severus filled her dreams, but she found James was on her mind. Lily could no more understand him than she could the dark arts. His flirting, asking her out had been common - even usual for her. Once Severus had kissed her, James had followed suit and now...now things were more complicated than ever. She fell asleep feeling slightly ashamed, but wanting desperately to go back to the way things were - when boy were friends, playmates - not boyfriends nor enticing in such a mysterious way.

---

Severus met her at the door just before dawn. He was an early riser and Lily hoped she could be alone with him (in other words - without James) if she met him early. It wasn't her ideal Saturday, but she hoped to find a way to take a nap before dinner. He looked as tired as she felt and the morning air was quite cool. She was glad when they found a secluded spot. He seemed nervous and fidgeted with his shoe as they sat side by side.

They sat for a few moments in silence, not quite looking at each other, not quite touching each other either.

Finally, Lily spoke. "So, Severus, I suppose we should talk."

Severus met her eyes briefly, but then his eyes stayed locked on his hands in his lap as he spoke. "There is little to discuss. It is solely your decision, Lily. I believe I have made my stance clear."

His response was what she had expected, but still she felt like her heart had stopped beating.

"You are my best friend, Sev. I couldn't stand to have that ruined." He met her eyes and they seemed to both understand - if only for a moment - that they were both afraid of the same thing.

He looked away, but reached for her hands. "I would not want to ruin our friendship, Lily." He squeezed her hands as if in emphasis. "Couldn't our friendship evolve?"

Lily did not know how to respond to the question. Of course it should evolve in the scheme of things - isn't that what happens when two people grow up together? Do two people who share a common history need to "date" if there is an attraction? Her mind was trying so hard to rationalize it, but her heart seemed to be leaping from her chest. She found herself leaning toward him.

"Please don't make me answer now, Sev." His eyes widened slightly, but he did not otherwise react. She reached for him without thought, her hands going around him loosely. "I'm not ready for a relationship...but I don't want to lose you." She emphasized her words by squeezing his sides under her hands.

He closed his eyes and Lily was aware of a tension between them that was all too familiar. He was going to kiss her.

She decided not to wait and pressed her lips to his. This seemed to spur something inside him and his body relaxed as he clung to her, chests pressing together, hands grasping without thought. Lily pulled away, her breath lost between them. They were both gasping now, but his hold on her was tight and confident. She noticed immediately and met his eyes.

"Do you understand?" She knew she was holding her breath waiting for his response, but couldn't force her body to exhale.

"Yes."

When no further words came, she met his eyes. She wasn't able to decipher what was there in the dark gaze, but she felt reassured all the same. She nodded and tucked her head into the crook of his neck. She looked at the skin of his neck, the slight twitch of his pulse as her breath warmed his skin causing the strangest feeling in her belly.

"Thank you," she whispered, his hair moving with her words. She was beginning to feel slightly dizzy - maybe from breathing in the scent of his skin for so long - maybe from lack of sleep. She smiled, feeling quite nice in his arms, and tried not to think of returning to the Gryffindor common room and facing Potter.

He said nothing, but his hand went to her hair, rubbing it between his fingers over and over.

She let herself enjoy the embrace, the moment. There was no reason to leave yet - really, they should be studying, but...Lily couldn't tear herself away from Severus.

Finally, she knew it had to be near lunch time, as her stomach was rumbling. She sighed heavily. "I should go."

He released her immediately - to her surprise - and stood, offering one thin hand to her. She let him pull her to her feet, pulling her book bag with her. He released her hand and stood motionless.

She looked up at him, biting her lip - trying to muster the energy - the courage - the will - to walk away.

"Are you staying here?" she asked him, shifting her book bag to her other shoulder.

He nodded briefly. She nodded in return, still trying to figure out what to say.

"I will see you later, Sev."

"Goodbye, Lily." She smiled at him, but he simply stared at her with a knowing look.

She didn't look back.

---

Nothing had been going as planned for Lily Evans. Her fifth year was suposed to be about NEWTs. Instead, she was becoming more and more preoccupied with the opposite sex.

She had told Severus they would have to wait until after the exams, but she was having some difficulty with that. She wasn't able to study effectively. It had been a week - the exams were so close now... Lily shook her head to banish the thoughts. She needed to focus - at any cost.

She hadn't been quite sure what to do to resolve her issue. How do you get someone out of your system? She had snogged Severus - shouldn't that have been enough?

The short answer was no - because somehow she and Severus ended up in alone, clinging together in a tight embrace. She had just left Severus - she could still taste his mouth on hers - when it dawned on her that she and Severus had spoken no more than five words since their early morning meeting weeks before.

What sort of friendship consists only of "Lily," "Severus," "hey" and "over here?"

Her mood was definitely darkened by the time she reached her common room. She was barely through the portrait when Potter stopped her. She glanced around, but saw they were alone again. Damn.

He looked frustrated. "Evans, you must be out of your mind. Do you realise who you have been snogging in the shadows?"

She felt her face flush immediately. "How dare you!"

"Save it. I am looking out for a friend."

"I am not your friend, Potter!"

He shrugged, one hand messing with his thick hair. "We're in the same house. I don't want to see you get hurt."

"I really can take care of myself." She attempted to push past him. He put his arm up to stop her and she immediately turned her angry gaze upon him.

"Honestly, I am just looking out for you. He will only hurt you."

Lily scoffed. "No way. Severus is my best friend. For that reason alone, he's far superior to you, Potter. Aside from that, it is none of your business." She pushed on his arm, but it didn't budge. Damn Quidditch.

"Just promise me you will be careful. After years in Slytherin, hasn't he changed? He isn't the same person you knew then, is he, Lily?"

She tried, but the idea did give her pause. He had changed...but how much? What were his goals? Lily knew she needed to clear that up as soon as they were speaking again...instead of just...damn. Her distraction was interrupted by soft lips on her cheek.

"Potter, move or I'll hex your arm to a jelly."

His eyes seemed to flash, but he blinked rapidly and stepped back.

She walked away in silence, expecting a parting shot - some last word.

None came.

---

A/N: Sorta short, but after sitting her for fifteen minutes, I don't think I can add without going far longer, so I'll be starting the next chapter. Thanks for reading and all the reviews - my writing has greatly improved from the first stuff I wrote for SS/LE I think and the reviews help! Thanks again.


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